Resident Evil: The Slayer TakeOver
by lindseyleprosy
Summary: A crossover with Van Helsing, Resident Evil, and Buffy the Vampire Slayer. Alternate Universe-ish. For example, the world isn't so desolate and barren, only about 5,000 people have died
1. Your Mission Is

**DISCLAIMER: I do not own Buffy the Vampire Slayer, Van Helsing, Resident Evil or any associated films, novels, or characters.**

**This story takes place after Resident Evil: Extinction, but not many people have been killed yet. The T-Virus is widely spreading, killing hundreds, and has destroyed two cities that the Watchers Council knows of. They have instructed Buffy to lead her Slayers into battle, and she has spent the past few months training them. An Umbrella Corporations facility is directly outside of Ontario, the place they are inhabiting after Sunnydale fell, and the original Slayer plans to attract all the victims of the T-Virus and destroy them there.**

"Are you sure they are prepared for this?"

Buffy looked out at her legion of Slayers. In 50 rows, containing 100 Slayers in each line, the Slayers kicked, punched, shouted 'H-ya'. At the head of them stood Kennedy, yelling out orders and glaring at the select few that performed their duties wrong.

Buffy turned to the man beside her. He was wearing a brand new suit, and Buffy thought he smelled a bit _too _much like tweed. "Giles, they're ready as they're ever going to be. We could head out now, or keep them practicing for months. Either way, they're still gonna die."

"I guess you're right." Giles took off his classes and wiped them with a handkerchief. He inclined his head toward the large facility looming in the distance. "Get them in."

Buffy caught Kennedy's eye and nodded, and the young Slayer promptly shouted. "ALL SLAYERS. MAIN HALL. NOW!" The troop proceeded to march in their straight lines, towards the building.

* * *

Inside the cavernous cafeteria of the facility, the Slayers sat at ten steel tables, staring forward at the group of people in front of them. Willow, Xander, Vi, Rona, Robin, Giles, Kennedy, and Buffy sat in various chairs lined up facing the tables, and a large platform separated the teachers from the students. Dawn sat on the arm of Xander's chair; Faith lay stretched out on a floral-design couch, her feet propped up on the arm; Andrew was in the kitchen, preparing a meal for everyone. 

Buffy looked out at her fellow Slayers. Her sisters. And she grieved for them, because they would all die if they were not ready. They stared back at her nondescriptly, either not valuing their lives or not knowing they would be the cost to the world's survival. There was no way these Slayers thought they stood a chance against these creatures. She looked at Giles and gave him a silent signal to start his speech.

"Everyone, I have an update on the status of the T-Virus. On our clock, the monsters started to devour another city, but we sent a signal through their bodies that made them stop and head to Umbrella Corporation's Canadian facility. They went their immediately, not even killing on the way. Every single mutant resides in that building, in the lower basements. They have an insatiable appetite for the human flesh, and it cannot be denied them. Several faculty in Umbrella Corporation, Canada have went missing when they head down to the basements.  
"A few weeks ago, someone left the door open to the upper holds, and the mutants escaped into the facility, killing everyone within its doors. They are held there by a high frequency siren, one that only they can hear, that confuses them and keeps them from smashing the facility to the ground and escaping to continue their havoc. Buffy has reached a young lady named Alice, who knows about these demons, and has the key to killing them. She is head of a large army of her clones, and she needs more people to help her.  
"You all know why you are here. You have been training for long enough, I've kept you protected far too long. The time has come to fight. There are two and a half cities gone, wiped clean of humanity, and I say no more! You are all Slayers, you are no longer Potentials that need to be guarded. The world is not beautiful, it is the desiccated remains of the evil that swept over it. As the Watcher over every single one of you, I order you to act. To go forth and destroy the filth that is killing our people." Giles slammed his fist onto the table, possibly for effect. Then he stepped back and sat in a comfy-looking leather chair, and Buffy stepped forward.

"Girls, we are strong. You are prepared. I wouldn't send you into battle if I didn't think you were properly and adequately trained. Remember the simulations? Where I put all of you in a long tunnel and you had to fight your way out? And if you didn't pass the test with a hundred percent, you were knocked out for several hours, and then given the test over?" the Slayers nodded, some of them shaking with fear. "Well, this is like the simulation, only there are real demons, and if you don't get a hundred, you don't wake up. Ever." in every single seat at the table, eyes widened with fear.  
"Some of you are going to die. I'm not going to lie to you. But you know the rules: one, you kill anything that looks ugly. Not including Andrew."

"Hey! I heard that!" a yell came from the kitchen.

"And two, if you are bitten, you off yourself. Don't kill anything else, just end your life and the killing will be on the rest of us. Anyone who fails to follow those rules will have their necks broken by moi. Now, each of you are seated at your team table, correct?" Nods of the head ensued, and Buffy remembered with a smile that when she had first grouped them, many complained that they were not with their friends. "Great. I'm about to hand you your team weapons and assignments. Which brings about a rule three: you don't waste ammo. You get one shot, and by gum, it better be to the head. That rule applies only to the guns." she lifted a large wooden trunk onto the table and lifted it open. With Willow's magic, the small trunk Xander had made her for her birthday now had a bottom-less feature. Buffy pulled out a bag of stakes and tossed it to the first table. "Team A, your mission is to surround the perimeters, make sure nothing comes out. And if it does, kill it. Giles will lead you." Buffy thought 'mission' was a funny word. In just a few weeks, her Slayers operated like an Army. They had even moved into a state-of-the-art military base, abandoned after the base living in its quarters had went to stop what was going on in Raccoon City. She felt like changing her name to Summers, Buffy Summers.  
She shook the thoughts from her head and turned to Table 2, Team B. She pulled big, heavy military guns out of the trunk and handed them to Xander, who took them to Table 2. "Guys, you have to make a quick sweep through the facility. Xander put these guns together in about twenty seconds, so I put him in charge. Kill these monsters."

"And don't blame me if the guns backfire." Xander joked. Seeing the mortified looks of the Slayers he was in charge of, he added, "Sometimes I shouldn't say words."

Buffy smiled, Xander was always a free spirit, the whole gang was. She turned to the third table without taking anything out of her trunk. "Team C, you will be safe up on a hill, overlooking the facility. What you're to do is keep look-out for me. Dawn and Robin are in charge. You will have contact with Teams D and E, run by Faith and myself.  
"And, Teams D and E, you will be doing anything you can to destroy these creatures." she pulled another trunk, full of assorted weapons, from the table. "You are two of our main teams, so I gave you a choice of what you want.  
"Team F, you will be our recovery team. You will rescue any of us that are alive, starting with Team C. But, do NOT do so until you are absolutely, 100 sure that we are clear of the evil. You will be staying home. . .here," she corrected herself, "Until you are positive it is safe to retrieve us. You will be flying planes, driving cargo trucks. Even that stupid, run-down bus from Sunnydale. You will be led by Andrew, he's good with the geek-stuffs, and he'll equip your vehicles with much-needed. . .whatever.  
"Team G, you will be under the rule of Willow." Willow blushed a little and gave a small wave. "Your group will head to the center of the facility, where the White Queen currently resides. She will try to help you as best she can, but she's just a hologram, so it won't be the best of help. Willow will be carrying some magic stuff, so when you reach the center, she can perform a spell to destroy these creatures. No matter the cost, your job is to protect her, and get her to the protected area unharmed, and in a timely manner.  
"Teams H, I, and J. You will be grouped together," hopeful looks appeared on the faces of the last three tables. "Vi, Rona, and Kennedy are in charge of you. Do what they say. You can take what you want out of weapons, along with Teams D and E.  
Finally, she extracted her scythe and hoisted it up. "We are Slayers. We live to kill, we live to die. It takes a true amazon to make us, and if you aren't ready, you're going to die." she paused. "Now, who wants to kick some ass?"

The entire cafeteria shook with cheers.


	2. The Trail

Buffy's heels clicked against the polished marble floor, sounding out against the white concrete walls of the secret tunnel. Thousands upon thousands of combat boots pounded against the floor, but the sound of Buffy's leather beauties echoed louder. And it calmed her. It made her feel relaxed and rejuvenated, like she had just taken a long winter's nap in a lavender-scented bubble bath. "These jerks affected by the T-Virus are tough, more so than the Turok-Han we faced, and I know some of you didn't get a chance to face those mothers. So just try to hold on tight, it'll be a bumpy ride."

"Uh, Buffy." a weak voice sounded out. Buffy stopped, making the train of people behind her bump into each other in haste to stop as well. The original Slayer turned to see an Australian girl, smaller than her voice, stepping out from the middle of the line. "I have two questions."

"Shoot. Erm, not literally. I mean, shoot with the . . .questionage."

"First, what if our loved ones are in there? In the facility, I mean?" the young girls deep accent made it hard to understand her, but Buffy knew the question and its answer before the word 'our' had left the Australian's mouth. 'What ifs' always had to do with the hard things.

"Look, honey. They aren't your friends or family or whatever anymore. They're _monsters_. They can't control their urges, they're like vampires, only with a bigger bite. And we all know vampires are evil." Buffy winced, and she couldn't keep back the sudden thought that if Spike had been there, in the tunnel with her, he would have shouted 'hey'.

"But -"

"No buts."

"Fine. Second question: Are you sure we're enough to stop it?"

"Just the question I was looking for . . . Molly . . . Er, Mia. . .Uh Monica . . ." Buffy hated names at the current.

"Mandy." the girl murmured, lowering her head in embarrassment.

"Yeah, Mimi. At the end of this hallway is a door. Behind that door stand two people, should be three, but whatever. One is Alice . . .well, she has her clones and all that shit, but they don't count. I guess they do, they're strong and all, but right now I'm focusing on the main two. One is Alice, you know about her, all of you. She's strong, she isn't a Slayer, but she gets her essence from something else.  
"The second, is Van Helsing." Buffy paused to allow murmurs, 'wow's and gasps to travel through the Slayer line. "Yeah, I know. Fucking cool, eh? The third person, should be his lover, Anna. See, Van had a terrible accident, bitten by a werewolf. He got the antidote, but before it had finished its job, the beast in him had killed Anna - snapped her neck. So, we deal with two, two damn good, non-Slayer fighters . . .And Alice's clone-army." Buffy snorted. "Wow, never thought I'd see the day with clones. I mean, vampires, demons, robots, I've faced 'em all in my years. But never met a clone. Today's the day that'll change my world!" The line of Slayers laughed nervously, and their leaders shot them glares that made them shut up.

As the large group neared the end of their walk, some Slayers got a bit fidgety, nervous and excited about meeting the renowned Mr. Helsing. Tiny threads of conversation reached Buffy's ears, and the one she picked up from a semi-literate Chinese girl: "How does Van Helsing stay alive all these year?" made her laugh quietly. _Do they know nothing? _She thought, exhilarated with the thoughts of fighting that were sure to come by the end of the day. _Do they not know that Van Helsing is so near to a God, if he gets any more famous, he'll have his own ascension. . .and possibly some sort of 'bible clothing line 'along with it? _

**_Quick Stupid Author's Note: _Truly, the reason Van Helsing lives forever in my book is because he is the offspring of a vampire and a woman (don't ask how, this is AU), giving them the innate capability of detecting vampires (and sometimes other supernatural entities as well). So I guess this V.H. isn't EXACTLY the same popular demon hunter from Dracula. Sorry, gotta go with my artistic license here.**

**Back to the story. **

Buffy sighed. This walk was getting boring. As if to rescue Buffy from death-by-boredom, Willow sauntered up to her best friend. Buffy smiled at her friend and looked at her as if to communicate some big message.

"Don't worry about me. I'll be fine . . .and, I'm not supposed to be answering out loud, am I?" Willow tapered off.

"It's fine Will. I'm just. I'm scared. Petrified. This is like nothing we've ever faced before."

"_Everything _we face is like nothing we've ever faced before. It's in your job description, isn't it? Did you lie on your resume to get this job?" Willow's face was set in false consternation. Her handy little Apple laptop was clutched tightly in her delicate white arms. Well, not exactly her first handy little laptop. Because the first one had since turned to a pile of rubble since the collapse of Sunnydale. But Willow had a sleek, white one, just like the one she had toted previously.

"Yeah, Will, guess I did. Remind me, when we get back home, that I'm grounded for a week." she glanced over her shoulder, but not confirming her thoughts, she turned to Willow. "Hey, where's Xander?"

"Discussing back-issues of_ Mechani-Man _with Dork-Vader."

"What is _Mechani-Man_ anyways?"

Willow scrunched up her face and said in a nasally voice. "Ohmylord, you don't know? It's only the best darned comic ever! It beats the socks off of Star Wars even."

Buffy laughed and imitated the same nasally voice Willow had did. "Nothing beats Star Wars, Willow."

By now the tribe had reached the end of the tunnel, and Buffy looked at the metal double doors blocking the troops from getting out. She forced her fingers into a small space between the doors and pulled the walls apart. Before her stood Van Helsing in his own hunky person, clothed in a billowing black cape. Buffy took a moment to focus on him. She studied his muscley frame, memorizing every contour, his red billowy-type shirt he had most likely stolen from a peasant in the early 1860's, his aquiline nose, not that it wasn't attractive, it just looked as if it had been broken beyond repair numerous times. Sensing his deep, emerald green eyes on her, she directed her attention away from him.

And beside him stood Alice, her hair, face, and clothes ashen and dirty. In line behind her were the clones, standing in line just like Buffy's Slayers were behind her, except less fidgety and without variation in dress style. They all wore the same thing, a low-cut red dress, tore off at the thigh, the waist protected by a large weapon holder, housing guns to the extreme. Their boots were all black and sharp at the bottoms, Buffy could tell by the little spikes left in the ground behind the clones. Alice's green eyes twitched to a vivid turquoise now and again, and the Slayer noticed that when they were the light blue color, Alice seemed distant, not all there, as if the change in eye color had changed her entire personality.

Helsing greeted her. He bowed low and swooped back up with amazing grace, and the air was stirred by his motions, filling the air with the scent of musk and . . .Death. Buffy recognized the latter all too well.

"Nice to meet you." she breathed shyly.

"The pleasure's all mine."

"I would have rolled out the welcome mat, but the hallway was too narrow." despite his laugh, Buffy inwardly cursed herself.

"So, do the girls know what's up?" he asked, in a more modern way then she had expected. To tell the truth, she had been expecting a bunch of 'Thou Arts' and 'Shalls' and all of that old-agey stuff.

"Yeah. I would have formed a power circle, but somehow I imagine that would lead to dances and duck-duck-gooses rather than encouragement."

"You're quite funny."

"I get that a lot." she assured him, biting her lip. The other Slayers were crowding around her, blushing and trying to impress the demon-hunter. "I think they like you."

"I heard young girls were a bit like werewolves, ravenous with their mates."

_Yeah,_ Buffy thought. _Wait till you watch 'em eat. _


	3. Nicolai

"Team F, retreat to the facility." Team F, consisting of grumpy Slayers and an even grumpier Andrew, turned and headed back the way they had come.

Andrew stopped, ran up to Van Helsing and beamed. "Kick their asses . . ._sir_." Buffy glared at him and he added a quick, "You too, sir . . .Ma'am." and ran off to catch up with the Slayers.

"Sorry, we think he was dropped on his head as a baby." Buffy said, still glaring at the retreating shape of Andrew.

* * *

The walk to Umbrella, Corporation would have been just as tedious as the tunnel if not for Van Helsing and Alice to keep Buffy company. She occasionally breathed in the demon hunter's musky scent, and watched Alice's eyes flicker with deep curiosity. 

Slayers behind her jostled and contaminated the air with rumors about Van Helsing and Buffy already being familiar with each other. Buffy occasionally tossed a warning glare over her shoulder to stop the whispers. Everyone knew about Spike, Andrew had made sure of that. Spike was a Hero and yet a 'Super-Villain'. More than that, he was Buffy's lover. She almost let a tear fall in his memory, but then remember that would contradict all he was about, so she blinked rapidly.

" . . .and there's an antivirus. . ." she overheard Alice shouting to the crowd of Slayers. "But you can't have it. You'll have to kill yourself. The time for medicine has past. Oh yeah, if they scratch you, your contaminated to. I hope you wore long sleeves. . ." That shook Buffy. She looked down at her own bare arms, wishing she hadn't worn her favorite tank top, the black one with the sequins. And she knew at once that her Slayers hadn't. Because no one had informed her that the monsters needed a manicure. The only person in her crowd wearing long sleeves was Willow, who was dressed in a long, velvet green dress. Buffy also worried about her and Faith's leather pants.

"How come your not?" she asked Alice timidly.

"Because I know I'll win." Alice's voice sounded lethal, positive that no matter who the demon was, she could destroy it. It also sounded a bit vain, so Buffy widened her eyes in surprise. "Don't give me that look. I've killed my best friends. And I know you aren't capable of that."

"I could if they were dangerous." Buffy snapped back.

"Oh, yeah? Spike?" Buffy really hated this girl.

"I thought people who've been to Hell and Back are supposed to be nice?"

"Well, I've changed. When Umbrella Corporation feeds you a steady supply of the virus that's killing others, you learn to trust no one."

* * *

The Slayers were shaken to the core by the end of the walk, and Buffy was pissed that Alice had given them a long lecture on the T-Virus. Buffy was under the impression the girls needed to know only what Giles had told them. Except for the scratchies. She made a mental note to confront him about that later.

They were now on the hill overlooking Umbrella Corporation, Canada. Her Slayers stood perfectly still, just like some of them had when they had looked down at the Turok-Han below them a year ago. Come to think of it, Buffy didn't think it had been that long.

"Team C, set up camp behind that large rock over there, just in case some of the creatures escape and start looking for brains."

"They like flesh." Alice corrected.

"Play nice." Van Haling murmured thickly in Alice's ear.

"Team A, take that trail down there, surround the area, make sure everything's contained. Faith, a word with you?" Faith staggered over.

"What, B?"

"Are you okay?"

"Five by five, B."

"Your Slayers."

"I would say one by zero. They're kinda nervous. Big test coming up, gotta pass with flying colors."

"I have high expectations for them, Faith. They all studied. And they got their beauty sleep and a healthy breakfast. I heard peppermints help with concentration or something." Faith smiled at Buffy and turned and walked back to her Slayers.

* * *

While they waited, the Slayers had set up all the high-tech equipment stolen from the Military Base for Team C. Everything was working well. Will played a few computer games, Buffy, Faith, and their Slayers did some warm-ups, so they would be sure not to break a nail, Xander ran through some quick gun terms with his Slayers, and Robin and Dawn had a beat-boxing match with the communication tools.

Buffy looked down the cliff, and saw Giles waving up at them, his Slayers forming a line behind him. A wave was the all-clear sign. "Xand. . ."

He looked up from his gun, the biggest of them. "Huh?" But he knew. He knew immediately that he was about to have the fight of his life. He beckoned to his Slayers and pointed to the trail.

"Be safe, Xander." she kissed his cheek, hoping that some of her strength would rub off. He touched his cheek and ran off to join his troop.

"I'll be fine, Buff. If the girl scouts don't offer me cookies. Or Jell-o!" he called, starting down the trail.

* * *

After they were down the trail, there was a state of panic. A young girl - the same young Australian that had asked Buffy the 'what if' questions about loved ones, Mandy - walked to the unbreakable glass doors and started to cry.

"NO!" she put her hand up against the door, palm flat, and the other Slayers, including Giles's, walked behind her.

"What is it? Did they eat all the Jell-o?" Xander asked, trying to relieve the tension that filled the air.

She shot a glare at him and then snapped her attention back to the door. Her attention was directed to the figure closest to the door, a young man with fair hair and eyes the color of the ocean. But the eyes had since turned milky, and he limped and growled and desired flesh just like the others. "Nicolai! No, please, God no, Nicolai!" she screamed, then sunk to the sandy ground in despondency.

"You know him?" a Swedish Slayer asked delicately.

"He was to be my husband. We've dated for twelve years." she murmured, bringing the other Slayers down into her slump of dysphoria.

"We could do it for you . . .kill him, I mean."

"No!"

"We have to, Buffy said."

"I know what Buffy said. I. . . I want to do it. It's only right to put him out of his misery." Mandy stood up slowly but surely, and faced the door. "My poor, poor baby." she kissed the door, where, on the other side, his forehead was. The Swedish girl reached for the door handle for her, and Mandy aimed her gun, taking the right precautions for shooting in the head. She put all of her mourning into the trigger, letting her sadness ebb away and be replaced by the feeling of the fight. The other Slayer opened the door and the young girl shot the love of her life. Without warning, the Swedish girl slammed the door shut and Mandy sank back to the ground.

"How does it feel?"

"It. . .It feels _great_. It's a rush, being able to dominate something that scary and tear it apart." Mandy panted, a triumphant smile pasted on her face.

"So your good now?"

"I'm better than good - I'm a Slayer."


	4. Meanwhile Back At Home

"Guys, I've got something!" a tomboyish Slayer, Amy, called. She had been researching Umbrella Corporation all morning, trying to find information about the virus.

Andrew was the first to reach her, one hand stuffed so deep into a box of Umbrella Delite cookies it seemed the box was bottomless. "Numdt?" he asked, mouth full, spraying little cookie bits everywhere. He swallowed and corrected himself. "What?"

Amy took one glance at the box and slapped Andrew.

"Ow!" he cried. "What the hell was that for?"

"You're supplying money to the company that sends us Apocalypse In A Tube?" she stormed off.

"They were in the cupboard! Don't blame me, blame Canada!"

**(XD reference to South Park) **

Amy ignored him and turned to the Slayers. "Guys, the Hive, an underground research facility in Raccoon City, was where this all started. Says here that a man named Spence was going to steal the virus, and he threw a vial of the disease into a room, leading the Red Queen, the automated security system in the facility, to kill everyone. But they didn't stay dead, as the T-Virus reanimated the dead tissue, but it made them hunger for flesh. What's more, Spence. . ." she paused, and watched the other Slayers as they trembled, giving the room the feel of a slumber party, where everyone sits around and tells scary stories. She continued softly, "Spence was Alice's _husband_."

Gasps filled the room, the loudest from Andrew, who still munched on the box of cookies timidly.

Amy shrugged. "It doesn't matter - this is a site of rumors. The head of Umbrella said that all of this was a hoax, to get attention."

"I don't know, it's pretty scary . . ." sighed one girl. "And Buffy wouldn't send us to fight imaginary creatures. . ."

"Well, do _you _believe it?"

The girl shrugged. "I dunno."

The room broke out into cries of revolt.

"I don't think we should even bother going to get the Slayer and her little buddies!" called one girl.

"Don't you remember, Sylvia? You were once one of her buddies." another girl screamed.

The cafeteria broke out into a fight. And not a cat fight with hair-pulling and soft slapping; a full war, putting Slayer against Slayer, with punches and kicks and girls being thrown across the length of the room.

"Girls, girls!" Andrew called weakly. "Girls. . ." he lowered his voice disappointedly. Then he thought about how Buffy had put him in charge, trusted _him _of all people, an ex-super-villain, to lead these girls into a Search and Rescue mission when the time came. "GIRLS!" he screamed, and Slayers everywhere stopped moving, their fists poised in mid-air, panting hard, listening to him. "Girls, I'm in charge of this operation. I will not allow you to split yourselves like that evil half-vanilla half-chocolate ice cream! I'm the ruler of this Team, and I say no fighting!"

For a moment all the girls were quite, silenced by amazement. Amy released the arm she was twisting, and the girl rubbed it, her mouth gaping in shock.

Finally someone spoke, softly, and everyone winced as she broke the silence with her Transylvanian accent.

"Vow."


	5. Author's Note

This is a small update to everyone who reads my stories.

I have not been able to update due to a surgery, but:

**NOT WHILE I'M AROUND**

The third chapter will be up by next weekend.

**RES. EVIL: TST**

The fifth chapter will be out by next weekend.

:)


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